Common use of ROTCE Matrix Clause in Contracts

ROTCE Matrix. (i) The Grantee shall vest in a percentage of Restricted Stock Units (between 0% and 150%) indicated by the following ROTCE Matrix adjusted by the TSR Modifier below on February 14, 2021 (the “Vesting Date”); provided, that the Grantee has remained in continuous employment with SunTrust or a Subsidiary from the Grant Date through the Vesting Date, except as provided in §5(d) hereof (pertaining to vesting after Retirement). In addition, the Restricted Stock Units may vest prior to the Vesting Date in accordance with any other provisions of §4 or §5. The Absolute ROTCE for SunTrust and each member of the Peer Group shall be calculated and ranked from high to low. SunTrust’s ROTCE Rank Payout Percentage Within Top 3 Banks 120% 130% 140% 150% Within Next 3 Banks 100% 120% 130% 140% Within Next 3 Banks 50% 100% 120% 130% Within Bottom 3 Banks 0% 50% 100% 120% < [ ]% [ ]% [ ]% >[ ]% STI Absolute ROTCE

ROTCE Matrix. (i) The Grantee shall vest in a percentage of Restricted Stock Units (between 0% and 150%) indicated by the following ROTCE Matrix adjusted by the TSR Modifier below on February 14, 2021 2020 (the “Vesting Date”); provided, that the Grantee has remained in continuous employment with SunTrust or a Subsidiary from the Grant Date through the Vesting Date, except as provided in §5(d) hereof (pertaining to vesting after Retirement). In addition, the Restricted Stock Units may vest prior to the Vesting Date in accordance with any other provisions of §4 or §5. The Absolute ROTCE for SunTrust and each member of the Peer Group shall be calculated and ranked from high to low. SunTrust’s ROTCE Rank Payout Percentage Within Top 3 Banks 120% 130% 140% 150% Within Next 3 Banks 100% 120% 130% 140% Within Next 3 Banks 50% 100% 120% 130% Within Bottom 3 Banks 0% 50% 100% 120% < [ ]*% [ ]*% [ ]*% >[ ]% * STI Absolute ROTCE

ROTCE Matrix. (i) The Grantee shall vest in a percentage of Restricted Stock Units (between 0% and 150%) indicated by the following ROTCE Matrix adjusted by the TSR Modifier below on February 149, 2021 2019 (the “Vesting Date”); provided, that the Grantee has remained in continuous employment with SunTrust or a Subsidiary from the Grant Date through the Vesting Date, except as provided in §5(d) hereof (pertaining to vesting after Retirement). In addition, the Restricted Stock Units may vest prior to the Vesting Date in accordance with any other provisions of §4 or §5. The Absolute ROTCE for SunTrust and each member of the Peer Group shall be calculated and ranked from high to low. SunTrust’s ROTCE Rank Payout Percentage Within Top 3 Banks 120% 130% 140% 150% Within Next 3 Banks 100% 120% 130% 140% Within Next 3 Banks 50% 100% 120% 130% Within Bottom 3 2 Banks 0% 50% 100% 120% < [ ]9.5% [ ]10.5% [ ]11.0% >[ ]12.0% STI Absolute ROTCE

ROTCE Matrix. (i) The Grantee shall vest in a percentage of Restricted Stock Units (between 0% and 150%) indicated by the following ROTCE Matrix adjusted by the TSR Modifier below on February 14, 2021 2020 (the “Vesting Date”); provided, that the Grantee has remained in continuous employment with SunTrust or a Subsidiary from the Grant Date through the Vesting Date, except as provided in §5(d) hereof (pertaining to vesting after Retirement). In addition, the Restricted Stock Units may vest prior to the Vesting Date in accordance with any other provisions of §4 or §5. The Absolute ROTCE for SunTrust and each member of the Peer Group shall be calculated and ranked from high to low. TERMS AND CONDITIONS RESTRICTED STOCK UNIT AGREEMENT SunTrust’s ROTCE Rank Payout Percentage Within Top 3 Banks 120% 130% 140% 150% Within Next 3 Banks 100% 120% 130% 140% Within Next 3 Banks 50% 100% 120% 130% Within Bottom 3 Banks 0% 50% 100% 120% < [ ]% [ ]% [ ]% >[ ]% STI Absolute ROTCE